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or all PRELIMINARY OFFICIAL STATEMENT DATED FEBRUARY 18, 2014
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without notice. The Notes maStatement constitute an offer qualification under the applic in D Innoa tmdteeeridnnee:osT tem Mh Doienfau aGrTect:iehho n e Fn3e seDr1 ab,oe lr2 pfuO 0oa$1bsr5yi4lti, o0g1r0a5yt0 i a oTonnrrd u B asAton unyCgd oiusnms, ttSep 1gea5rrnai yelG s(m "oeDuf MnlT2ti0Cep1ol"re4) na, (tNhtlthe egerOw eo“o BbYmf.o oln ireTdkghrs, a”eNy) t Be iinwCoo nt hYnodesou aBrwkgn.gio lt rlBe nybge,dean tePresfe ,ipgec riSinisantleenc orirepswdiayn el ielansrvm s PaFthoashoiri reuisfpnsn hn tnco2oit aI ifawopn0m tf anth 1eel$ e or1D4 oneB5fsu ,oit9enC nP:8sed i0a ddsA,y ee0mum 0c&ga0oeuy* nvsC ettbw :ore1 i. 5l,Aa l caubqsge u utiihssreets ud1re 5eidgn, i 2isdn0te e1rnre4eog dmi siotnewaretnideo rnf osa rnomdf
on, amendment or other change s shall this Preliminary Official unlawful prior to registration or iaBStApi $tonhsanr5wccosxr idh,tueonnn 0 aoae1ucdpe0ncdoi gr u0ophda lhni Tofa n nD ,ooyclf2 hd rDt teci0oe uh asatea 0Tf aethrBr Brn6lr,Cteail ioy coy angf( in tinnP Tden cipdiddnna atarasie, retxrtny wetreerpatite gahvdceoriaslrleaio rrt ylafpe tr coegl cteaasa phrraevtnpmbm ueuneRtpolrsrseuny,renec. eorl u tolh at hhipteiTtnaelhpaoers s fhoies l. o eBab eAe b nrptB eT ole cp tl imoth nthepguh)fndedeaa”rure rogdscits S edi ihmsedtownoc .daafn mhf firs tri slooieSetaalo ts osmrosei)bn s,n l.gef el f ta yDoteut ah"tshn fli Biue lunetes th b nOth rfsPreaaajdieieO nnolic ep tcBk tthrrKltta e i as,hocnt t-vgcaonchEcgeersr deo oNnre f suceavudub TognnweeinotivRtd sd s oiSe awltY iiklcnrennn ai-h sand tetOtonehtoi anhotaot Ntbateea cnlrrxld Lhy iemDbois Ycntrhsfohiaeog use tnanik Strcdvtrlpnaeh Yyi eoienucr t rwSyts npsow ,feyT dhsereMatisey rEralrat,r,lse t,oM , i ewet mdnctthdxho"eatie cgte a lohm ht h olRhdnaieeamaneeem rrnit lesenhfgtiwooihuvrteneuylahele u.lni aB roenCtl ytni isoI eoi modotfosdn n,u fe, i fdp nutx bootsasthnttyh,r ryye pe d eaman,a reD nndtcPoBre dyteT vpensot b nieCh tfondt troneta h demhsrs strsd echye ois.d ritr rluubrtv v oeecFocgyiasuduchfoh cng l em rr,iuaihb tiawoansssb u o t ndi(erd.aDtt edeshngl tvro T (heceh bSenae eCter"niegp snorS Beu pePgkad ceiol“a,esnehis ncS rrs a.oatsdo acepion bscrrcpaly iilu fbfrnpe Duorope dainlrpiudtn as dyrdr swttis”hc rueat i h,ecaottc ahiraplh tnoees"err dinereo)y nsp, c rve “ ,a rep aiiwinSBdisanrvdp ehycotae e hoainpin cpneb pdadiaa laaysb ielrywt l mee so afm,Sn irrf ebloeee oelnue sf mnrtdvedis ctvuie gta ioihroelcaetynyesrftlt
are subject to completiUnder no circumstanceation or sale would be wtaBoa uhnsfnohe dtptoe ih rlaknD eeyt- d hTEdipIeneuCnnrmg iemtt n re,paw ycratguei itipepOoulslnatonr n ilitn ot nlpyao yn rsn f t iduu,Sdec arrraey rntsec eseihd htnn reaoe edkmosmfmei fnsbr p ig futettooh ciefsorfehnu u n ts nBcBh dudpheouoc r dnlhnpeByed dma Bops ymoin oomuiradssnm,deis dtipn e,af i a trtsisosoyyf u r e a ta cftovbphonh elreryD ero B , tvP ThdioaniaeiCndnsiy tdedcB iiPdoa noiila ngsnnlfr ty otsdtiAe inurscro.ubg.e in pejes T eStdanA chon,tot ue t ntalst hgoo tS et unf hcio rsgthpeetsr d or a1Bsiceosnu5o molcCb, rn iDpps2epdeotdi0asiqsroel,1tau rn4wot&eie ,cfnp h tattCra e rinhnnduoodad isr.s ds, t t tb ruahoaoeuesep dfr m rfpnsfeeiooeoacmamritemfnu p tpeetrilteonaiinrtody cetysn ame,etF t oumfpeeu ondrnltiretht tao im,ieDnl nn w nti TB huLBuiCeelmaala n l,ndn, lbe icyakiesfat fi, eo ctsmNha tinfeaneai arl xyFd t,r ie,Oeee oPdg bownde irnfasniuno rtlnaeeee rAsra crrryyesctesl dlhydsov1 o eofa5otc mnwo ftiah i apnatnDetht eid i(TeorBo o nACnoBro f u(ntoa bthtgdhnnhyeuseyd er.s t s e h“tsB o IPewu1ffo ac, 5iPn tcyli hldaefio en yssbfp ,sgi e uanoep ysgAarpaem cyagp Ahymoeea gafnnyye bettiten ”nnlhoaet)tgesrf,,,
mation contained herein delivered in final form. n which such offer, solicit rap FcDegoriigdenisiountssrrtcttir eciutaartPToce’tr sirthdmeioi e otescas ax ne BsCti,d es uooodeftrnfdiussn idier ttggonhs,y n f ieA ss aaa tchrRhcstheei teend o d oacgoBe nfo osl o a rJcfbadnnufruui ddnicDtibs helee dea o(w3qditsrne0ui)i l hgz),ilw pes e1au dpir9ants iehn7edniin d2dn grv i, e .r tn eoNsoeMtspfl:eot a emr(a.tAec1 ed1est)dTd tn6 t fioUft4tio ain ,fnot cRaohP ninrlesI.s iLcu Ttf,pe iic.eadI a h5cslEur t0e,tec BiSr8(crit2aao,,au )rtainlA iinacsode r Masn ca p wiasminiO nptitaeal ienUlttnlr ahiddebzlNe s eee prtdC T e rip pnonoaSaaojtnmeey,yvd crmaRmae tbstss eAoiul toneon pTon tfwp b nsEdtl ey heaataS emot lcep tSeAh hto(hnce rSNeohtcteei fkooDePd onP .oa “l eP tnoTDtndfsRHn ig tssIhmErtyoCre laivB vcEBieltaoe oSninHdnni/d aYcdistg lso,Ipuh”; E ud atiSrihLnnnscedfugDhr a,ap(o nS3w)eot.) r li s tTtfooahihnn notaed(husn etB)o c l Petoiihm nnete hndirwten sai s htcmayiooorlpssvnereta, so snt vnuohieaafbem m jiPaseeecsrcn(oqutstb ui)stna i osgstt ieou rtt, iche otEhdhen see,BBt madSootepcennsh dtdiaiogs on.onin dsl,
minary Official Statement and the infore the Preliminary Official Statement is ny sale of the Notes in any jurisdiction i Me * ooDxEtpahapistenneetriiadc omgmt:ne e Tad amtohte ttfeedhe nF,raB ststo, o u wtx nhIb nideRjlce sloB .c ,batt oh erHtnes o p cda oachrsfrsh ifiwslaesdebnri deluLgl d reuLb g.pwe P,o h,aPn evoe nfafn o ,inB lraa slstbyuh laleeevn aBSfdonc eirihlfa l do,,i esoPsslleiPeu vDrneveundierss,yst byrs iilaunlcvFsbi ta N jicnFbeneiy ciaanwFt n, Fa t {cBnoioYSinc xoawoie nlaraR eikdlAt o nh, IA dCtdNnhcvdrosseaiviuciswwaidhnos aisreolYlle d r tlFoMo o tLrrtro ok tLmo h ,at tPneohohn, netde So iaCcoSSffih rccgcBo ohhaavleobootuielooomoe rDull n B}tD Di eoseMiftilnss rlat,ttih rtrrcPiice,tcceh ttonI, 3fnintfn1ose ,y cr cb 2lwo.ve0 na i1fntnu4hier.aoc n,ut iiStso hcnneho dotwi ocuiletp h,Do antinhs tdder eiscilusitvs bSuejoearycnli tcc oetifot o ottrhfh. e e t P hBaeupo bpBnlridoocsn v.F di nisCng.a e lnreItctag iiaainsll
This Prelito the timthere be a
$15,980,000*
POTTSGROVE SCHOOL DISTRICT
Montgomery County, Pennsylvania
General Obligation Bonds, Series of 2014

Dated: March 31, 2014 Principal Due: August 15,
as shown on inside cover
Interest Due: February 15 and August 15 First Interest Payment: August 15, 2014

Maturity Date
(August 15) Principal Interest Initial Offering CUSIP
Year Amounts Rates Yields Numbers(1)
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028

(1)The above CUSIP (Committee on Uniform Securities Identification Procedures) numbers have been assigned by an organization not
affiliated with the School District or the Underwriter, and such parties are not responsible for the selection or use of the CUSIP numbers. The
CUSIP numbers are included solely for the convenience of bondholders and no representation is made as to the correctness of such CUSIP
numbers. CUSIP numbers assigned to securities may be changed during the term of such securities based on a number of factors including,
but not limited to, the refunding or defeasance of such issue or the use of secondary market financial products. Neither the School District
nor the Underwriter has agreed to, and there is no duty or obligation to, update this Preliminary Official Statement to reflect any change or
correction in the CUSIP numbers set forth above.

*Estimated, subject to change.
POTTSGROVE SCHOOL DISTRICT
Montgomery County, Pennsylvania

BOARD OF SCHOOL DIRECTORS

Mr. Justin Valentine ................................. President
Mr. David Faulkner .................................. Vice-President
Mrs. Diane Cherico .................................. Secretary
Mrs. Patricia Grimm ................................. Treasurer
Mr. Matt Alexander .................................. Member
Mrs. Kelley Crist ...................................... Member
Mr. Theodore Coffelt ................................ Member
Mrs. Dee Gallion ...................................... Member
Mr. Rick Rabinowitz ................................ Member

SUPERINTENDENT
SHELLIE A. FEOLA

BUSINESS ADMINISTRATOR
DAVID L. NESTER

SCHOOL DISTRICT SOLICITOR
FOX ROTHSCHILD LLP
Blue Bell, Pennsylvania

BOND COUNSEL TO SCHOOL DISTRICT
FOX ROTHSCHILD LLP
Blue Bell, Pennsylvania

FINANCIAL ADVISOR
PUBLIC FINANCIAL MANAGEMENT, INC.
Harrisburg, Pennsylvania

PAYING AGENT
FULTON BANK, NATIONAL ASSOCIATION
Lancaster, Pennsylvania

SCHOOL DISTRICT ADDRESS
1301 Kauffman Road
Pottstown, Pennsylvania 19464-2398
No dealer, broker, salesman or other person has been authorized by the School District to give information or to make any representations, other than those
contained in this Preliminary Official Statement, and if given or made, such other information or representations must not be relied upon. This Preliminary Official
Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds in any jurisdiction in which it is unlawful to
make such offer, solicitation or sale. The information set forth herein has been obtained from the School District and from other sources which are believed to be reliable
but the School District does not guarantee the accuracy or completeness of information from sources other than the School District. The information and expressions of
opinion herein are subject to change without notice and neither the delivery of this Preliminary Official Statement nor any sale made hereunder shall, under any
circumstances, create any implication that there has been no change in any of the information set forth herein since the date hereof.

TABLE OF CONTENTS
Page Page
Debt Statement ........................................................................ 17 
INTRODUCTION ............................................................................ 1  Debt Limit and Remaining Borrowing Capacity .................... 19 
PURPOSE OF THE ISSUE ............................................................. 1  Debt Service Requirements ..................................................... 20 
Future Financing ..................................................................... 21 
Sources and Uses of Bond Proceeds ....................................... 1 
LABOR RELATIONS ..................................................................... 21 
THE BONDS ..................................................................................... 2 
School District Employees ...................................................... 21 
Description .............................................................................. 2  Pension Program ..................................................................... 21 
Payment of Principal and Interest ........................................... 2  Other Post-Employment Benefits ........................................... 22 
Transfer, Exchange and Registration of Bonds ...................... 2 
State Enforcement of Debt Service Payments ........................ 3  LITIGATION ................................................................................... 22 
SSienckuirnitgy F...u..n..d.. ...................................................................................................................................................... 33   DEFAULTS AND REMEDIES ...................................................... 22 
BOOK-ENTRY ONLY SYSTEM ................................................... 4  TAX EXEMPTION AND CERTAIN OTHER TAX MATTERS 22 
Federal Income Tax Matters ................................................... 22 
REDEMPTION OF BONDS ........................................................... 5  Pennsylvania Tax Matters ....................................................... 23 
Mandatory Redemption ........................................................... 5  Federal Income Tax Interest Expense Deductions for
Optional Redemption .............................................................. 5  Financial Institutions ............................................................... 23 
Notice of Redemption ............................................................. 5  Other Changes in Federal and State Tax Law ........................ 23 
Manner of Redemption ............................................................ 6  CONTINUING DISCLOSURE UNDERTAKING....................... 24 
THE SCHOOL DISTRICT ............................................................. 6  RATING ............................................................................................ 25 
Introduction ............................................................................. 6  UNDERWRITING ........................................................................... 25 
Character .................................................................................. 6 
Administration ......................................................................... 6  LEGAL OPINION ........................................................................... 25 
School Facilities ...................................................................... 6 
Enrollment Trends ................................................................... 7  FINANCIAL ADVISOR .................................................................. 25 
SCHOOL DISTRICT FINANCES ................................................. 7  MISCELLANEOUS ........................................................................ 26 
Introduction ............................................................................. 7  APPENDIX A - DEMOGRAPHIC AND ECONOMIC INFORMATION
Financial Reporting ................................................................. 7  RELATING TO THE POTTSGROVE SCHOOL DISTRICT 
Budgeting Process in School Districts under the Taxpayer Introduction ............................................................................. A-1 
Relief Act................................................................................. 7  Character ................................................................................. A-1 
Summary and Discussion of Financial Results ....................... 9  Population ............................................................................... A-1 
Revenue ................................................................................... 10  Income ..................................................................................... A-4 
TAXING POWERS OF THE SCHOOL DISTRICT ................... 11  CTroamnsmpeorrctaiatilo An cFtiavciitlyit .i.e..s.. .................................................................................................................. AA--44  
In General ................................................................................ 11  Educational Institutions .......................................................... A-4 
The Taxpayer Relief Act (Act 1) ............................................ 12  Recreation ............................................................................... A-5 
The Bonds are not “Grandfathered” under the Medical Facilities .................................................................... A-5 
Taxpayer Relief Act ........................................................... 12  Utility Services ........................................................................ A-5 
Act 24 of 2001 ......................................................................... 13 
Act 48 of 2003 ......................................................................... 13  APPENDIX B - OPINION OF BOND COUNSEL 
Tax Levy Trends ..................................................................... 14  APPENDIX C 
Real Property Tax .................................................................... 15 
Other Taxes ............................................................................. 16  Audited Financial Report Fiscal Year Ending 
State Aid to School Districts ................................................... 17  June 30, 2013 
DEBT AND DEBT LIMITS ............................................................ 17
[THIS PAGE INTENTIONALLY LEFT BLANK]
PRELIMINARY OFFICIAL STATEMENT

$15,980,000*
Pottsgrove School District
Montgomery County, Pennsylvania
General Obligation Bonds, Series of 2014

INTRODUCTION

This Preliminary Official Statement, including the cover page hereof and Appendices hereto, is furnished by Pottsgrove School District,
Montgomery County, Pennsylvania (the "School District"), in connection with the offering of $15,980,000* aggregate principal amount of its
General Obligation Bonds, Series of 2014, dated as of March 31, 2014 (the "Bonds"). The Bonds are being issued pursuant to a Resolution of the
Board of School Directors of the School District adopted on February 25, 2014 (the "Resolution"), and pursuant to the Local Government Unit
Debt Act of the Commonwealth of Pennsylvania, (the “Commonwealth”), 53 Pa. C.S. Chs. 80-82 (the “Act”).

PURPOSE OF THE ISSUE

Proceeds of the Bonds will used to: (1) finance certain capital projects of the School District including, without limitation, the acquisition,
design, construction, furnishing and equipping of additions, alterations and renovations to the Pottsgrove High School and other improvements to
the School District’s existing school buildings and related facilities, (2) capitalize interest on a portion of the Bonds; and (3) finance the costs of
issuing the Bonds.

Sources and Uses of Bond Proceeds

The following is a summary of the sources and uses of the proceeds from the issuance of the Bonds.

SOURCES:  
Bond Proceeds ..........................................................................
Net Original Issue Premium .....................................................
Total....................................................................................
USES:
Capital Project Fund Deposit....................................................
Costs of Issuance(1) ...................................................................
Total....................................................................................

(1)Includes l egal, financial advisor, printing, rating, total bond discount, CUSIP, paying agent and miscellaneous costs.

*Estimated, subject to change.
1
THE BONDS

Description

The Bonds will be issued in fully registered form in denominations of $5,000 and integral multiples thereof, will be in the aggregate principal
amount of $15,980,000*, will be dated as of March 31, 2014, and will bear interest at the rates and mature in the amounts and on the dates set forth
on the cover of this Preliminary Official Statement. Interest on the Bonds will be payable initially on August 15, 2014, and thereafter,
semiannually on February 15 and August 15 until the principal sum thereof is paid.

When issued, the Bonds will be registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), New York,
New York. Purchasers of the Bonds (the “Beneficial Owners”) will not receive any physical delivery of bond certificates, and beneficial ownership
of the Bonds will be evidenced only by book entries. See “BOOK – ENTRY ONLY SYSTEM” herein.

Payment of Principal and Interest

So long as Cede & Co., as nominee of DTC, is the registered owner of the Bonds, payments of principal of, redemption premium, if any, and
interest on the Bonds, when due, are to be made to DTC and all such payments shall be valid and effective to satisfy fully and to discharge the
obligations of the School District with respect to, and to the extent of, principal, redemption premium, if any, and interest so paid.

If the use of the Book-Entry Only System for the Bonds is discontinued for any reason, bond certificates will be issued to the Beneficial
Owners of the Bonds and payment of principal, redemption premium, if any, and interest on the Bonds shall be made as described in the following
paragraphs:

The principal of the Bonds, when due upon maturity or upon any earlier redemption, will be paid to the registered owners of the Bonds, or
registered assigns, upon surrender of the Bonds to Fulton Bank, National Association (the “Paying Agent”), acting as paying agent and sinking
fund depository for the Bonds, at its specified corporate trust office in Lancaster, Pennsylvania (or to any successor paying agent at its designated
office(s)).

Interest is payable to the registered owner of a Bond from the interest payment date next preceding the date of registration and authentication
of the Bond, unless: (a) such Bond is registered and authenticated as of an interest payment date, in which event such Bond shall bear interest from
said interest payment date, or (b) such Bond is registered and authenticated after a Record Date (hereinafter defined) and before the next
succeeding interest payment date, in which event such Bond shall bear interest from such interest payment date, or (c) such Bond is registered and
authenticated on or prior to the Record Date preceding August 15, 2014, in which event such Bond shall bear interest from March 31, 2014, or (d)
as shown by the records of the Paying Agent, interest on such Bond shall be in default, in which event such Bonds shall bear interest from the date
to which interest was last paid on such Bond. Interest shall be paid initially on August 15, 2014, and thereafter, semiannually on February 15 and
August 15 of each year, until the principal sum is paid. Interest on each Bond will be payable by check drawn on the Paying Agent, which shall be
mailed to the registered owner whose name and address shall appear, at the close of business on the last day (whether or not a day on which the
Paying Agent is open for business) of the calendar month next preceding each interest payment date (the “Record Date”), on the registration books
maintained by the Paying Agent, irrespective of any transfer or exchange of the Bond subsequent to such Record Date and prior to such interest
payment date, unless the School District shall be in default in payment of interest due on such interest payment date. In the event of any such
default, such defaulted interest shall be payable to the person in whose name the Bond is registered at the close of business on a special record date
for the payment of such defaulted interest established by notice mailed by the Paying Agent to the registered owners of such Bonds not less than
fifteen (15) days preceding such special record date. Such notice shall be mailed to the persons in whose names such Bonds are registered at the
close of business on the fifth (5th) day preceding the date of mailing.

If the date for payment of the principal of or interest on any Bonds shall be a Saturday, Sunday, legal holiday or a day on which banking
institutions in the Commonwealth of Pennsylvania are authorized by law or executive order to close, then the date for payment of such principal or
interest shall be the next succeeding day which is not a Saturday, Sunday, legal holiday or a day on which such banking institutions are authorized
to close, and payment on such date shall have the same force and effect as if made on the nominal date established for such payment.

Transfer, Exchange and Registration of Bonds

Subject to the provisions described below under “Book-Entry Only System,” Bonds are transferable or exchangeable by the registered
owners thereof upon surrender of Bonds to the Paying Agent, accompanied by a written instrument or instruments in form, with instructions, and
with guaranty of signature satisfactory to the Paying Agent, duly executed by the registered owner of such Bond or his attorney-in-fact or legal
representative. The Paying Agent shall enter any transfer of ownership of Bonds in the registration books and shall authenticate and deliver at the
earliest practicable time in the name of the transferee or transferees a new fully registered bond or Bonds of authorized denominations of the same
series, maturity and interest rate for the aggregate principal amount which the registered owner is entitled to receive. The School District and the
Paying Agent may deem and treat the registered owner of any Bond as the absolute owner thereof (whether or not a Bond shall be overdue) for the
purpose of receiving payment of or on account of principal and interest and for all other purposes, and the School District and the Paying Agent
shall not be affected by any notice to the contrary.

*Estimated, subject to change.

2
The School District and the Paying Agent shall not be required (a) to register the transfer of or exchange any Bonds then considered for
redemption during a period beginning at the close of business on the fifteenth (15th) day next preceding any date of selection of Bonds to be
redeemed and ending at the close of business on the day on which the applicable notice of redemption is mailed or (b) to register the transfer of or
exchange any portion of any Bond selected for redemption until after the redemption date. Bonds may be exchanged for a like aggregate principal
amount of Bonds of other authorized denominations of the same series, maturity and interest rate.

State Enforcement of Debt Service Payments

Section 633 of the Pennsylvania Public School Code of 1949, as amended by Act 154 of 1998 (the “Public School Code”), presently
provides that in all cases where the board of school directors of any school district fails to pay or to provide for the payment of any indebtedness at
date of maturity or date of mandatory redemption or on any sinking fund deposit date, or any interest due on such indebtedness on any interest
payment date or on any sinking fund deposit date, in accordance with the schedule under which the Bonds were issued, the Secretary of Education
shall notify such board of school directors of its obligation and shall withhold out of any Commonwealth appropriation due such school district an
amount equal to the sum of the principal amount maturing or subject to mandatory redemption and interest owing by such school district, or
sinking fund deposit due by such school district, and shall pay over the amount so withheld to the bank or other person acting as sinking fund
depositary for such bond issue. These withholding provisions are not part of any contract with the holders of the Bonds, and may be amended or
repealed by future legislation.

There can be no assurance, however, that any payments pursuant to this withholding provision will be made by the date on which such
payments are due to the Bondholders.

The effectiveness of Section 633 of the Public School Code may be limited by the application of other withholding provisions contained in
the Public School Code, such as provisions for withholding and paying over of appropriations for payment of unpaid teachers’ salaries.
Enforcement may also be limited by bankruptcy, insolvency, or other laws or equitable principles affecting the enforcement of creditors’ rights
generally.

Security

The Bonds will be general obligations of the School District, payable from its tax and other general revenues. The School District has
covenanted that it will to the fullest extent authorized under applicable law provide in its budget for each year, and will appropriate from its general
revenues in each such year, the amount of the debt service on the Bonds for such year, and will duly and punctually pay or cause to be paid from its
Sinking Fund, as hereinafter defined, or any other of its revenues or funds, the principal of each of the Bonds and the interest thereon at the dates
and place and in the manner stated on the Bonds, and for such budgeting, appropriation and payment the School District irrevocably has pledged its
full faith, credit and taxing power, which taxing power includes the power to levy ad valorem taxes on all taxable property within the School
District within the limits provided by law (see “Taxing Powers of the School District” herein). The Act presently provides for enforcement of debt
service payments as hereinafter described (see “Defaults and Remedies” herein), and the Public School Code presently provides for the
withholding and application of subsidies in the event of failure to pay debt service (see “Commonwealth Enforcement of Debt Service Payments”
herein).

Sinking Fund

A sinking fund for the payment of debt service on the Bonds, designated "Sinking Fund, General Obligation Bonds, Series of 2014" (the
"Sinking Fund"), has been created under the Resolution and is maintained by the Paying Agent, as sinking fund depositary. The School District
shall deposit in the Sinking Fund a sufficient sum not later than the date when interest and/or principal is to become due on the Bonds so that on
each payment date the Sinking Fund will contain an amount which, together with any other funds available therein, is sufficient to pay, in full,
interest and/or principal then due on the Bonds.

The Sinking Fund shall be held by the Paying Agent, as sinking fund depositary, and invested by the Paying Agent in such securities or shall
be deposited in such funds or accounts as are authorized by the Act, upon direction of the School District. Such deposits and securities shall be in
the name of the School District, but subject to withdrawal or collection only by the Paying Agent, as sinking fund depositary, and such deposits and
securities, together with the interest thereon, shall be a part of the Sinking Fund.

The Paying Agent, as sinking fund depositary, is authorized without further order from the School District to pay from the Sinking Fund the
principal of and interest on the Bonds, as and when due and payable.

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BOOK-ENTRY ONLY SYSTEM

The information in this section has been obtained from materials provided by DTC for such purpose. The School District (herein referred to
as the “Issuer”) and the Underwriter do not guaranty the accuracy or completeness of such information, and such information is not to be
construed as a representation of the School District or the Underwriter.

The Depository Trust Company (“DTC”), New York, NY, will act as securities depository for the Bonds. The Bonds will be issued as fully-
registered bonds registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized
representative of DTC. One fully-registered Bond certificate will be issued for each series of the Bonds, each in the aggregate principal amount of
such issue, and will be deposited with DTC.

DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking
organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the
meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the
Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate
and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with
DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities,
through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical
movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies,
clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation
(“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which
are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others
such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a
custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard & Poor’s rating of AA+.
The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found
at www.dtcc.com.

Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on
DTC’s records. The Ownership interest of each actual purchaser of each Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and
Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are,
however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the
Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to
be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will
not receive certificates rep resenting their ownership interests in Bonds, except in the event that use of the book-entry system for the Bonds is
discontinued.

To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership
nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Bonds with DTC and their
registration in the name of Cede & Co. or such other DTC nominee do not affect any change in beneficial ownership. DTC has no knowledge of
the actual Beneficial Owners of the Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds are
credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their
holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by
Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or
regulatory requirements as may be in effect from time to time. [Beneficial Owners of Bonds may wish to take certain steps to augment the
transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to
the Bond documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has
agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to
the registrar and request that copies of notices be provided directly to them.]

Redemption notices shall be sent to DTC. If less than all of the Bonds within an issue are being redeemed, DTC’s practice is to determine
by lot the amount of the interest of each Direct Participant in such issue to be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Bonds unless authorized by a Direct
Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to Issuer as soon as possible
after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts Bonds
are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Redemption proceeds, distributions, and dividend payments on the Bonds will be made to Cede & Co., or such other nominee as may be
requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and
corresponding detail information from Issuer or Agent, on payable date in accordance with their respective holdings shown on DTC’s records.
Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities
held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC,
Agent, or Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds,
distributions, and dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the
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responsibility of Issuer or Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such
payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to Issuer or
Agent. Under such circumstances, in the event that a successor depository is not obtained, Bond certificates are required to be printed and
delivered.

Issuer may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In
that event, Bond certificates will be printed and delivered to DTC.

The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that Issuer believes to be
reliable, but Issuer takes no responsibility for the accuracy thereof.

NEITHER THE SCHOOL DISTRICT NOR THE PAYING AGENT WILL HAVE ANY RESPONSIBILITY OR OBLIGATION TO
ANY DTC PARTICIPANT, INDIRECT PARTICIPANT OR BENEFICIAL OWNER OR ANY OTHER PERSON WITH RESPECT TO: (1)
THE BONDS; (2) THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY DTC PARTICIPANT OR INDIRECT
PARTICIPANT; (3) THE PAYMENT BY DTC OR ANY DTC PARTICIPANT OR INDIRECT PARTICIPANT OF ANY AMOUNT DUE TO
ANY BENEFICIAL OWNER IN RESPECT OF THE PRINCIPAL OR REDEMPTION PRICE OF OR INTEREST ON THE BONDS; (4) THE
DELIVERY TO ANY BENEFICIAL OWNER BY DTC OR ANY DTC PARTICIPANT OR INDIRECT PARTICIPANT OF ANY NOTICE
WHICH IS REQUIRED OR PERMITTED UNDER THE TERMS OF THE RESOLUTION TO BE GIVEN TO BONDHOLDERS; (5) THE
SELECTION OF THE BENEFICIAL OWNERS TO RECEIVE PAYMENT IN THE EVENT OF ANY PARTIAL REDEMPTION OF THE
BONDS; OR (6) ANY OTHER ACTION TAKEN BY DTC AS BONDHOLDER.

The Issuer and the Paying Agent cannot give any assurances that DTC or the Participants will distribute payments of the principal or
redemption price of and interest on the Bonds paid to DTC or its nominee, as the registered owner of the Bonds, or any redemption or other
notices, to the Beneficial Owners or that they will do so on a timely basis, or that DTC will serve and act in the manner described in this
Preliminary Official Statement.

REDEMPTION OF BONDS

Mandatory Redemption

Bidders may elect to structure the issue to include term Bonds, which term Bonds, if selected by the bidder, will be subject to mandatory
sinking fund redemptions prior to maturity, in the years and amounts as shown in the Invitation to Bid, upon payment of 100% of the principal
amount of Bonds to be redeemed, together with accrued interest to the date fixed for redemption, or upon maturity, as applicable. Term bonds to
be redeemed shall be selected by lot by the Paying Agent.

In lieu of such mandatory redemption, the Paying Agent, on behalf of the School District, may purchase from money in the Sinking Fund, at
a price not to exceed the principal amount plus accrued interest, or the School District may tender to the Paying Agent, all or part of the Bonds
subject to being drawn for redemption in any such year.

Optional Redemption

The Bonds stated to mature on or after August 15, 2022 shall be subject to redemption prior to maturity, at the option of the School District,
as a whole or, from time to time, in part on February 15, 2022, or on any date thereafter (and if in part, in any order of maturity as selected by the
School District and within a maturity by lot), in either case upon payment of a redemption price of 100% of the principal amount of such Bonds,
together with accrued interest to the redemption date.

Notice of Redemption

Notice of any redemption shall be given by depositing a copy of the redemption notice by first class mail not more than forty-five (45) days
and not less than thirty (30) days prior to the date fixed for redemption addressed to each of the registered owners of Bonds to be redeemed, in
whole or in part, at the addresses shown on the registration books; provided, however, that failure to give such notice by mailing, or any defect
therein or in the mailing thereof, shall not affect the validity of any proceeding for redemption of other Bonds called for redemption as to which
proper notice has been given.

On the date designated for redemption, notice having been provided as aforesaid, and money for payment of the principal and accrued
interest being held by the Paying Agent, interest on the Bonds or portions thereof so called for redemption shall cease to accrue and such Bonds or
portions thereof shall cease to be entitled to any benefit or security under the Resolution, and registered owners of such Bonds or portions thereof
so called for redemption shall have no rights with respect to such Bonds, except to receive payment of the principal of and accrued interest on such
Bonds to the date fixed for redemption. Any notice of redemption of Bonds may state that the redemption is conditioned upon the deposit of
sufficient funds prior to the redemption date. If sufficient funds are not received, such notice of redemption shall be of no effect.

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